DOCUMENTS RELATING TO THE FORMATION OF THE CHICAGO AND NORTH WESTERN RAILWAY COMPANY. <3 JOHN W. A HER MAN, PRINTER, No. 47 CEDAII STREET. 1860/ i^ati^fcSi X I I ' ' ., H ' ' f/1/L< /^< kft ^ County of Cook, City of Chicago, } Be it remembered, that on this fourth day of June, in the year one thousand eight hundred and fifty-nine, before me, Philip A. Hoyne, a commissioner, resident in the City of Chicago, County of Cook and State of Illinois, duly commissioned and qualified by the executive authority and under the laws of the State of Wisconsin, to take the 15 acknowledgment of deeds and other instruments of writing to be used or recorded in the said State of Wisconsin, per- sonally appeared James Winslow, and acknowledged the foregoing conveyance to be his free act and deed for the uses and purposes therein contained, and that he does not wish to retract the same ; and I further certify, that I know the person who made the said acknowledgment to be the same individual described in and who executed the said conveyance. In witness whereof, I have hereunto set my hand [L. s.] and official seal, at Chicago, in said State and County, the day and year aforesaid. PHILIP A. HOYNE, A Commissioner for Wisconsin, in Illinois, STATE OP ILLINOIS, ) County of Cook, City of Chicago, ) Be it remembered, that on this fourth day of June, in the year one thousand eight hundred and fifty-nine, before me, the subscriber, a commissioner in and for said State of Illi- nois, appointed by the Governor of the State of Michigan to take the acknowledgment and proof of deeds and instru- ments of writing under seal, to be used and recorded in the said State of Michigan, and to administer oaths and affir- mations, appeared James Winslow, and acknowledged that he had executed the foregoing instrument of writing for the uses and purposes therein mentioned ; and I further certify, that the person who made the said acknowledgment is known to me to be the individual described in and who executed the foregoing instrument. In testimony whereof, I have hereunto set my hand r -j and official seal, the day and year above written, L ' "J at Chicago, in the County of Cook and State of Illinois. PHILIP A. HOYNE, Commissioner for the State of Michigan, in Illinois. co STATE OF ILLINOIS, County of CooJc, City of Chicago, I, Philip A. Hoyne, a- Notary Public in and for the City of Chicago, in the County of Cook and State of Illinois, do 16 hereby certify, that James Winslow, personally known to me as the same person whose name is subscribed to the foregoing instrument of writing, appeared before me this day in person, and acknowledged that he signed, sealed and delivered the said instrument of writing as his free and voluntary act, for the uses and purposes therein set forth. -, Given under my hand and notarial seal, this fourth day of June, A. D. 1859. PHILIP A. HOTNE, Notary Public. 17 (Deed from William A. Booth and James F. D. Lanier to Samuel J. Tilden and Ossian D. Ashley.) THIS INDENTURE, made the second day of June, in the year one thousand eight hundred and fifty-nine, be- tween William A. Booth and James F. D. Lanier, of the City of New- York, in the State of New-York, parties of the first part, and Samuel J. Tilden and Ossian D. Ashley of the same city, parties of the second part, witnesseth, that whereas, the Chicago, St. Paul and Fond du Lac Rail- Road Company, a corporation existing under and by vir- tue of the laws of the States of Wisconsin, Michigan and Illinois, did heretofore cause to be made, executed and de- livered to the parties of the first part hereto, and to one William B. Ogden, a certain trust deed or indenture of mortgage bearing date on the sixth day of April, in the year one thousand eight hundred and fifty-seven, whereby the said Chicago, St. Paul and Fond du Lac Rail-Road Company granted, bargained, sold, conveyed and trans- ferred unto the said William A. Booth, James F. D. La- nier and William B. Ogden, as joint tenants, and not as tenants in common, and to their survivors or successors in the trust expressed in and created by said deed of trust, the entire rail-road of the said company from the City of Chicago through the cities of Janesville and Fond du Lac to Lake Superior, with two termini on said lake, one at or near Marquette, or the mouth of Carp River, and the other at or near Ontonagon, or the mouth of the Ontonagon River, being the direct lines between Chicago and said Marquette and Ontonagon, whether said lines be called and known as the Main Trunk lines, or some of them as branches to the Main Trunk line, and all the land, railways, rails, bridges, fences, right of way, stations, depot grounds, sta- tion houses and other buildings then held and owned, or which might thereafter be held or owned by said company, for the purpose of constructing, operating and maintaining their said rail-road, or the accommodation of the business thereof; and also all the tolls, income, rents, issues, profits and alienable franchises of the said company connected 18 with their rail-road or relating thereto ; and also all the locomotives or stationary engines, tenders and cars of every kind, machinery, machine shops, tools and implements, and materials connected with or intended for the construction, equipment, operating and conducting of said rail-road, con- veyed or intended to be conveyed in and by said trust deed or indenture, then owned or thereafter to be acquired by the said company, all of which were thereby declared to be appurtenances and fixtures of said rail-road, and to be used and sold therewith, and not separated therefrom ; and also all the right, title, interest, claim or demand which the said company then had or thereafter should acquire in or to one million of acres of public lands of the United States, situated, lying and being in the States of Wisconsin and Michigan, adjoining and adjacent to the above described rail-road and branches between Fond du Lac and Lake Winnebago, and Ontouagon and Marquette on Lake Supe- rior, as in said indenture described, being parts and par- cels of the lands which were granted to the States of Wis- consin and Michigan by Acts of Congress, approved June 3d, 1856, and by the said States of Wisconsin and Michigan granted to the assignees and predecessors of said company, and subsequently by consolidations conferred upon, assigned to and confirmed in the said company as in the said indenture is particularly set forth and described, in trust, to have and to hold the same unto the said William A. Booth, James F. D. Lanier and William B. Ogden, asjoint tenants, and not as ten- ants in common, and their survivors or successors, as security for the payment of the principal and interest of certain bonds to be made and issued by the said Chicago, St. Paul and Fond du Lac Rail-Road Company, either in the sum of one thousand dollars or five hundred dollars, in series and par- cels from time to time as might be required for the purpo- ses in said indenture specified, and amounting in the aggre- gate to the sum of twelve million of dollars, if found neces- sary, all of said bonds to bear such rate of interest, with coupons attached, as might be from time to time decided upon, not to exceed the rate of eight per cent, per annum, and all to become due to the holders thereof on the first day of May, one thousand eight hundred and eighty-two, and to stand equally and ratably secured by the said in- denture, according to their respective amounts, without any preference in respect to priority of date or time of issue. 19 And whereas, in and by the said indenture it was ex- pressly provided and declared, that if the interest on the bonds so to be issued should not be paid by the said com- pany when the same should fall due, and if there should be no moneys in the hands of the trustees out of which such interest might be paid, in accordance with the provisions of the said indenture, and if such interest should remain in arrear for three months, or if there should be a failure to pay the principal of said bonds, or any of them, or any part thereof when due and demandable, according to the tenor and effect thereof, at any time after such default, upon the request of the holders of two hundred and fifty thousand dollars in amount of said bonds, the said trustees or their successors, might and should enter upon and take possession of and sell all and singular the said premises, in and by the said indenture conveyed and transferred, or expressed or intended so to be, or so much or such parts thereof as they should deem necessary and proper, first giving notice by advertisement in two daily newspapers printed in the cities of Chicago and New- York, to be continued for four months or such shorter time, not less than forty days, as the said company might by resolution of its board of di- rectors assent to. And whereas it was in and by the said indenture further expressly provided and declared, in respect to all the right, title, interest, claim or demand which the said company then had, or thereafter might acquire in or to the one mil- lion of acres of public lands of the United States herein- before referred to as embraced in the said indenture, that if there should at any time be a default in the payment of interest or principal upon said bonds, and continue for three months after the same should be due, the said trus- tees should be, and they were, by the said indenture, au- thorized and empowered, in their discretion, to sell at pub- lic auction after notice published for three weeks in one or more newspapers in New- York, Chicago and Janesville, so much of said lands as might be necessary to pay and sa- tisfy such liabilities, or that they might proceed in the man- ner by the said indenture authorized and provided in re- spect to the other property and franchises thereby con- veyed. And whereas the said indenture was duly recorded in the offices of the registers of the several counties in the 20 States of Wisconsin, Michigan and Illinois, respectively, in which the property or lands described or referred to in the said indenture were situated. And whereas the said indenture, and the grant and con- veyance therein contained, and the lien thereby created, were subject as to all that part of the rail-road of the said company from Chicago to Fond du Lac, and its appurte- nances and franchises, to a prior lien of a certain indenture of mortgage bearing date the first day of August, one thou- sand eight hundred and fifty-five, made and executed by the said company to James Winslow, trustee, to secure the payment of the principal and interest of certain bonds issued by the said company, amounting in the aggregate to three millions of dollars, and subject, as to the right, title and interest of the said company, in and to the said one million acres of public lands, to the provisions and require- ments of the before mentioned acts of Congress and the said acts of the legislatures of the States of Wisconsin and Michigan, respectively, granting the said lands to the as- signors and predecessors of the said company. And whereas, after the execution and delivery of the said indenture, the said Chicago, St. Paul and Fond du Lac Rail-Road Company proceeded to issue the bonds in and by the said indenture provided for and secured in manner and form as therein prescribe.d, to the amount of three millions of dollars, bearing interest at the rate of eight per cent, per annum, payable semi-annually. And whereas, after the making, execution and delivery of said indenture, the said William B. Ogden, one of the trustees therein named, resigned as such trustee, and his said resignation has taken effect pursuant to the terms and provisions of the said indenture. And whereas it was in and by the said indenture ex- pressly provided, that any act or thing thereby required to be performed by the trustees therein named, or their suc- cessors, should be valid and binding if done or performed by any two of their number, except the appointment of agents or attorneys to convey lands. And whereas, after the issuing of said bonds by the said company, default was made in the payment of the interest thereon, which fell due on the first day of November, one thousand eight hundred and fifty-seven, and of the interest which fell due thereon on the first day of May, one thousand 21 eight hundred and fifty-eight, and of the interest which fell due thereon on the first day of November of the last men- tioned year, and the said interest still remains in arrear wholly due and unpaid. And whereas the said parties hereto of the first part did, on the first day of October, in the year one thousand eight hundred and fifty-eight, enter into actual possession of the said rail-road, and of all and singular the property and premises described herein, and intended to be conveyed hereby, and have ever since been, and at the time of the execution and delivery hereof are in the actual possession of the said rail-road property and premises. And whereas bona fide holders of the said bonds, to the aggregate amount of more than two hundred and fifty thousand dollars, since default made in the payment of said interest, have, in writing, requested the parties of the first part hereto, the acting trustees under the aforesaid trust deed or mortgage, to enforce and exercise the power of sale conferred upon the trustees in and by the said deed or mortgage. And whereas the board of directors of the said The Chi- cago, St. Paul and Fond du Lac Rail-Road Company did, by resolution, assent to a sale of the said rail-road and pro- perty conveyed by the said deed of trust or mortgage upon ' notice by advertisement for a shorter time than four months, (but not less than forty days,) as provided for in and by the said deed of trust or mortgage. And whereas the said parties of the first part hereto, upon such request in writing, and pursuant to the power and authority vested in them under and by virtue of said deed of trust or mortgage, did, in the manner therein spe- cified and provided, advertise all and singular the premises, property and franchises described in and conveyed to the said trustees by the said indenture, to be exposed for sale at public auction to the highest bidder, at the Court House in the City of Janesville, Rock County, in the State of Wiscon- sin, on the second day of June, one thousand eight hundred and fifty-nine, at one o'clock in the afternoon of that day. And whereas the said parties of the first part hereto, in their capacity of trustees under said deed of trust or inden- ture of mortgage, did, on the said second day of June, one thousand eight hundred and fifty-nine, at one o'clock in the afternoon of that day, being the day and hour specified 22 in the said advertisement, at Janesville aforesaid, expose and offer for sale at public auction all and singular the aforesaid premises, properly and franchises described in and conveyed to the said trustees by the said indenture, subject to the prior lien in respect to that part of the rail- road of the said company from Chicago to Fond du Lac, and its appurtenances and franchises, created by the afore- said trust deed or indenture of mortgage, to James Wins- low, trustee, and all rights, acquired by any purchaser or purchasers under or by virtue of any sale made by the said James Winslow, trustee, under or in pursuance of the said last mentioned trust deed or indenture ; at which sale by the said parties of the first part hereto, all and singular the aforesaid premises, property and franchises were struck off to the said parties of the second part hereto, for the sum of forty thousand dollars, that being the highest sum bidden for the same. Now, therefore, -this indenture further witnesseth, that the said parties of the first part to these presents, in order to carry into effect the sale so made by them, as trustees as aforesaid, and in consideration of the premises and of the sum of money so bidden as aforesaid, the same being first duly paid by the said parties of the second part, the receipt whereof is hereby acknowledged, have granted, bargained and sold, and by these presents do grant, bar- gain, sell and convey unto the said parties of the second part, the rail-road of the said company from the City of Chicago through the cities of Janesville and Fond du Lac to Lake Superior, with two termini on said lake, one at .or near Marquette, or the mouth of Carp River, and the other at or near Ontonagon, or the mouth of Ontonagon River, being the direct lines between Chicago and said Marquette and Ontonagon, whether said lines be called and known as the Main Trunk lines, or some of them as branches to the Main Trunk line. And all the land, railways, rails, bridges, fences, right of way, stations, depot grounds, station houses and other buildings held or owned by the said company, for the purpose of constructing, operating and maintaining their said rail-road or the accommodation of the business thereof, and also all the tolls, income, rents, issues, profits and alienable franchises of the said company, connected with their rail-road or relating thereto. And also all the locomotives or stationary engines, tenders and cars of every 23 kind, machinery, machine shops, tools and implements, and materials connected with or intended for the construc- tion or equipment, operating or conducting of said rail-road, conveyed or intended to be conveyed in and by the said deed of trust or indenture of mortgage to the said trustees, or which, at the time of the execution of said indenture, were owned or were thereafter acquired by the said com- pany ; subject, nevertheless, as to all that part of the rail- road of the said company from Chicago to Fond du Lac, and its appurtenances, property and franchises, to the prior lien of the aforesaid indenture of mortgage, made and exe- cuted by the said company to James Winslow, trustee, and to all rights and claims which may have been acquired by any person, persons or corporations under or by virtue of any sale, grant or conveyance made by the said James Winslow, trustee, under or by virtue of such indenture of mortgage. And also all the right, title, interest, claim or demand which the said company may ha,ve acquired in or to one million of acres of public lands of the United States, situated, lying and being in the States of Wisconsin and Michigan, adjoining and adjacent to the above described rail-road and branches between Fond du Lac, on Lake Winnebago, and Ontonagon and Marquette, on Lake Supe- rior, as in said indenture made to said trustees is described, being parts and parcels of the lands which were granted to the States of Wisconsin and Michigan by the Acts of Congress approved June 3d, 1856, in the said indenture referred to, together with all and singular the tenements, hereditaments and appurtenances thereunto belonging, or in any wise appertaining; subject, nevertheless, to the pro- visions and requirements of the several acts of Congress aforesaid, and the acts of the legislatures of the States of Wisconsin and Michigan, respectively granting the said lands to the assignors and predecessors of the said compa- ny. And also all and singular the property of every name and nature, and all rights, privileges and franchises con- veyed by or embraced within the said indenture made to the said trustees, the said parties of the first part, and the said William B. Ogden as aforesaid. It being intended by these presents to convey all the property, rights, privileges and franchises, and things whatsoever which the said par- ties of the first part, as trustees, under and by virtue of the said last mentioned indenture, may or might lawfully or rightfully sell and convey, and no more. 24 To have and to hold the same to the said parties of the second part, as joint tenants and not as tenants in common, and their assigns, and to the survivor of the said parties, and the heirs and assigns of such survivors, to and for the only proper use of them, the said parties of the second part, and their assigns, and of the survivor of the said parties, and of the heirs and assigns of such survivor forever, as fully and completely as the said parties of the first part, by virtue of the said indenture made to them and the said William B. Ogden as aforesaid, hold, and of their powers as trustees under the same can or could sell and convey the said premises, property and franchises, and not other- wise. In witness whereof, the said parties of the first part here- to have hereunto set their hands and seals the day and year first above written. WM. A. BOOTH, [L. s.] Trustee. JAMES F. D. LANIER, [L. s.] Trustee. Sealed and delivered in presence of A. C. COVENTRY. P. A. HOYNE. STATE OF ILLINOIS, > County of Cook, City of Chicago, ) Be it remembered, that on this fourth day of June, in the year one thousand eight hundred and fifty-nine, before nae, Philip A, Hoyne, a commissioner, resident in the City of Chicago, County of Cook and State of Illinois, duly com- missioned and qualified by the executive authority, and under the laws of the State of Wisconsin, to take acknow- ledgment of deeds and other instruments of writing to be used and recorded in the said State of Wisconsin, person- ally appeared WILLIAM A. BOOTH and JAMES F. D. LA- NIER, and severally acknowledged the foregoing convey- ance to be their free act and deed, for the uses and pur- poses therein contained, and that they do not wish to re- tract the same. And I further certify that I know the per- sons who made the said acknowledgment to be the same individuals described in and who executed the said con- veyance. 25 In witness whereof, I have hereunto set my hand [L. s.] and official seal at Chicago, in said State and County, the day and year aforesaid. PHILIP A. HOYNE, A Commissioner for the State of Wisconsin, in Illinois. STATE OP ILLINOIS, > County of Cook, City of Chicago, ) Be it remembered, that on this fourth day of June, in the year one thousand eight hundred and fifty-nine, before me, the subscriber, a commissioner in and for said State of Illinois, appointed by the Governor of the State of Michi- gan to take the acknowledgment and proof of deeds and instruments of writing under seal, to be used and recorded in the said State of Michigan, and to administer oaths and affirmations, appeared WILLIAM A. BOOTH and JAMES F. D. LANIER, and severally acknowledged that they had exe- cuted the foregoing instrument of writing for the uses and purposes therein contained. And I further certify, that the persons who made the said acknowledgment are known to me to be the individuals described in and who executed the foregoing instrument. In testimony whereof, I have hereunto set my hand [L. s.] and official seal, the day and year above written, at Chicago, in the County of Cook and State of Illinois. PHILIP A. HOYNE, A Commissioner for the State of Michigan, in Illinois. STATE OP ILLINOIS, Cook County, City of Chicago, I, PHILIP A. HOYNE, a Notary Public in and for the City of Chicago, in the County and State aforesaid, do hereby certify that WILLIAM A. BOOTH and JAMES F. D. LANIER, personally known to me as the same persons whose names are subscribed to the annexed instrument of writing, ap- peared before me this day in person, and acknowledged that they signed, sealed and delivered the said instrument of writing as their free and voluntary act for the uses and purposes therein set forth. Given under my hand and notarial seal, this 4th day of June, A. D. 1859. [L. s.] PHILIP A. HOYNE. 3 26 (Deed from William B. Ogden to Samuel J. Tilden and Ossian D. Ashley.) THIS INDENTURE, made this second day of June, in the year one thousand eight hundred and fifty-nine, be- tween WILLIAM B. OGDEN, of the City of Chicago in the State of Illinois, of the first part, and SAMUEL J. TILDEN and OSSIAN D. ASHLEY, of the City and State of New- York, of the second part. Whereas the said party of the first part, together with William A. Booth and James F. D. Lanier, of the City and State of New- York, was a trustee under and by virtue of a trust deed or mortgage, made and delivered by the Chicago, St. Paul and Fond du Lac Rail-Road Company, bearing date on the sixth day of April, 1S57, and recorded in the Recorder's office for Cook County, Illinois, June 6, 1867, in Book 334 of Deeds, page 596, &c. ; for Lake County, June 27, 1857, in Book P. of Mortgages, page 605, &c. ; for McHenry County, June 8, 1857, in Volume 12 of Mort- gages, page 571, &c. ;*and for Boone County, June 25, 1857, in Book I. of Mortgages, page 582, &c. ; and in the Register's office for the County of Walworlh in the State of Wisconsin, June 24, 1857, in Volume 19 of Mortgages, page 400, &c. ; for Rock County, June S, 1857, in Volume 4 of Mortgages, page 39, &c. ; for Jefferson County, June 9, 1857, in Volume 18 of Mortgages; for Dodge County, June 20, 1857, in Volume S. of Mortgages, page 306, &c. ; for Fond du Lac County, June 10, 1857, in Volume 14 of Deeds, page 200, &c. ; for Winnebago County, June 12, 1857, in Book 8 of Mortgages, page 1, &c. ; for Outagamie County, June 13, 1857, in Volume 3 of Mortgages, page 500, &c. ; for Waupacca County, June 30, 1857, in Volume 1 of Mortgages, page 234, &c. ; for Brown County, June 13, 1857, in Volume 8 of Mortgages, page 441, &c. ; and for Oconto County, June 15, 1857, in Volume A. of Mort- gages ; and in the office of the Secretary of State for the State of Wisconsin, May 18, 1857, in Book of 11. R. Mort- gages, page 178, &c. ; in the Recorder's office for Mar- quette County, Michigan, June 13, 1S57, in Book 1 of Mortgages, page 124, &c. j and for Ontonagon County, 27 June 11, 1857, in Liber A. of Mortgages, folio 221, &c., which said trust deed conveyed to the said trustees all and singular the entire rail-road of the said company and its appurtenances, and the locomotives, cars, machinery, tools and fixtures, and also certain lands and land grants given and granted to said company for the construction of its line of road, and all privileges, franchises and rights, and the other property and things hereinafter mentioned, for the purpose of securing the payment of the interest and prin- cipal of certain bonds in the said trust deed described. And whereas it was provided in and by the said trust deed, that any of the said trustees might resign, to take effect after sixty days' notice, in writing, shall have been given to the president or secretary of said rail-road com- pany, and the said party of the first part did, on or before the thirty-first day of March, in the year 1S59, in conform- ity to the said provision, resign as such trustee. And whereas it was further provided in and by the said trust deed, that the powers of entry, sale and conveyance thereby granted to the said trustees, in case of default in the said trust deed specified, might be exercised by any two of the said trustees, as valid ly and effectually as if all joined, and also provided that in case of a vacancy in the number of the said trustees by resignation, the remaining trustees should, while such vacancy continued, exercise all the powers conferred upon the trustees. And whereas, in pursuance of the powers and authori- ties in and by the said trust deed granted, the said William A. Booth and James F. D. Lanier, the continuing trustees, did, on the second day of June, 1859, sell at public auc- tion, held in the City of Janesville, in the State of Wiscon- sin, all and singular the premises, franchises, rights and things in the said trust deed described, unto the parties of the second part, and did thereupon execute and deliver to the said parties a conveyance of the same. And whereas the said party of the first part, not having released the legal estate in the said premises, franchises, rights and things to the said continuing trustees, has been requested by them to execute and deliver such release di- rectly to the parties hereto of the second part, as the pur- chasers and grantees from the said continuing trustees, as well for the purpose of attesting the fact of the said resig- nation of the party of the first part, as for the further as- 28 suring of the said legal estate unto the said purchasers and grantees. Now, therefore, this indenture witnesseth, that the said party of the first part, in consideration of .the premises and of one dollar to him in hand paid by the said parties of the sec- ond part, does grant, bargain, sell, remise, release and con- vey unto the parties of the second part all the estate, right, title and interest which the said party of the first part has, or might have, as a trustee, with the said William A. Booth and James F.D. Lanier, under or by virtue of the afore- said trust deed of the said Chicago, St. Paul and Fond du Lac Rail-Road Company, hereinbefore referred to, of, in and to all and singular the premises, lands, hereditaments, franchises, rights and things in the said trust deed men- tioned ; and all and singular the premises, lands, heredita- ments, franchises, rights and things in the aforesaid convey- ance from the said William A. Booth and James F. D. La- nier to the parties of the"second part mentioned, which said trust deed and which said conveyance are hereby referred to for the purpose of a fuller description of the rights and things intended to be hereby conveyed. To have and to hold unto the said parties of the second part, as joint tenants, and not as tenants in common, and to their assigns, and the survivor of the said parties of the second part, and the heirs and assigns of such survivor, to and for the proper use and behoof of the said parties and their assigns, and of the survivor and the heirs and assigns of such survivor, as fully and completely as the said party of the first part can or could, as such trustee, convey the said premises, lands, hereditaments, franchises and things, and not otherwise. In witness whereof, the said party of the first part hath hereunto set his hand and seal, the day and year first above written. W. B. OGDEN. [L. s."j Signed, sealed and delivered ) in presence of ) JAMES R. YOUNG, FINLEY J. WRIGHT. 29 UNITED STATES OP AMERICA, } State of New- York, > ss. City and County of New- York, ) Be it known, that on the seventh day of October, in the year one thousand eight hundred and fifty-nine, before me, the undersigned, Edwin F. Corey, Junior, resident in the City of New- York, and a commissioner duly commissioned and qualified by the executive authority, and under the laws of the State of Wisconsin, to take the acknowledg- ment of deeds, &c., to be used or recorded therein, arid a commissioner duly commissioned and qualified b}' the executive authority, and under the laws of the State of Michigan, to take the acknowledgment of deeds, &c., to be used or recorded therein, and a Public Notary in and for the State of New- York, by Letters Patent, under the Great Seal of State, duly commissioned and sworn, personally appeared William B. Ogden, to me personally known to be the real person described in, and who executed the fore- going instrument of writing, and acknowledged that he executed the same as his free, voluntary act and deed, for the uses and purposes therein set forth, and did not wish to retract the same. And I hereby certify, that the said instrument is executed and acknowledged according to the laws of the State of New-York. In testimony whereof, I have hereunto set my hand and affixed my seals of office, as such Notary and Commis- sioner, at my office, in the City of New- York, the day and year first above written. [L. s.] [L. s.] EDWIN F. COREY, JU'R, Commissioner for the States of Wisconsin [L. s.] and Michigan, and Notary Public in and for the State of New- York. 30 (Deed from Chicago, St. Paul and Fond du Lac Rail-Road Company to Samuel J. Tilden and Ossian D. Ashley.) THIS INDENTURE, made this thirtieth day of June, in the year one thousand eight hundred and fifty-nine, be- tween the CHICAGO, ST. PAUL AND FOND DU LAC RAIL- ROAD COMPANY, a corporation existing under and by virtue of the laws of the States of Illinois, Wisconsin and Michi- gan, of the first part, and SAMUEL J. TILDEN and OSSIAN D. ASHLEY, of the City and State of New- York, of the second part. Whereas the said party of the first part executed and delivered to James Winslow, of the City and State of New- York, a trust deed or mortgage, bearing date on the first day of August, 1855, and recorded in the Register's Office for Cook County, Illinois, August 14, 1855, in Book 21 of Mortgages, page 376, &c. ; for Lake County, August 15, 1855, in Book O., page 1, &c. ; for McHenry County, August 15, 1855, in Book 10, page 49, &c. ; and for Boone County, August 16, 1S55, in Book J., page 44, &c. ; and in the Register's Office for the County of Walworlh, in the State of Wisconsin, August 24, 1855, in Volume 15 of Mortgages, page 589, &c. ; for Rock County, August 16, 1855, in Volume R., page 432, &c. ; for Jefferson County, August 17, 1855, Volume 13, page 180, &c. ; for Dodge County, August 22, 1855, in Volume N., page 142, &c. ; for Fond du Lac County, August 20, 1855, in Volume P., page 120, &c. ; which said trust deed conveyed all and singular the rail-road and its appurtenances, and the loco- motives, cars, machinery, tools and fixtures, and also the privileges, franchises and rights, and the other property and things hereinafter mentioned, for the purpose of secur- ing the payment of the interest and principal of certain bonds in the said trust deed described. And whereas the said party of the first part also exe- cuted and delivered to William A. Booth and James F. D. Lanier, of the City of New-York, and William B. Ogden, of the City of Chicago, trustees, a trust deed or mortgage, bearing date on the sixth day of April, 1857, and recorded in the Recorder's Office for Cook County, Illinois, June 31 6th, 1857, in Book 134 of Deeds, page 596, &c. ; for Lake County, June 27, 1S57, in Book P. of Mortgages, page 605, &c. ; for McHenry County, June 8, 1857, in Volume 12 of Mortgages, page 571, &c. ; and for Boone County, June 25, 1857, in Book I. of Mortgages, page 582, &c. ; and in the Register's Office for the County of Walworth, in the State of Wisconsin, June 24, 1857, in Volume 19 of Mortgages, page 400, &c. ; for Rock County, June 8, 1857, in Volume 4 of Mortgages, page 39, &c. ; for Jefferson County, June 9, 1857, in Volume 18 of Mortgages; for Dodge County, June 20, 1857, in Volume S. of Mortgages, page 306, &c. ; for Fond du Lac County, June 10, 1857, in Volume 14 of Deeds, page 200, &c. ; for Winnebago County, June 12, 1857, in Book 8 of Mortgages, page 1, &c. ; for Outagamie County, June 13, 1857, in Volume 3 of Mortgages, page 500, &c. ; for Waupacca County, June 30, 1857, in Volume 1 of Mortgages, page 234, &c. ; for Brown County, June 13, 1857, in Volume 8 of Mortgages, page 441, &c. ; and for Oconto County, June 15, 1857, in Volume A. of Mortgages ; and in the office of the Secretary of State for the State of Wisconsin, May 18, 1857, in Book of R. R. Mortgages, page 178, &c. ; in the Recorder's Office for Marquette County, Michigan, June 13, 1857, in Book 1 of Mortgages, page 124, &c. ; and for Ontonagon County, June 11, 1857, in Liber A. of Mortgages, folio 221, &c. ; which said trust deed conveyed to the said trus- tees all and singular the entire rail-road of the said com- pany, and its appurtenances, and the locomotives, cars, machinery, tools and fixtures, and also certain lands and land grants given and granted to said company for the con- struction of its line of road, and all privileges, franchises and rights, and the other property and things hereinafter mentioned, for the purpose of securing the payment of the interest and principal of certain bonds in the said trust deed described. And whereas default was made in the conditions of both of the said trust deeds, and in pursuance of the powers and authorities therein contained, the said James Winslow, trustee under the said trust deed first mentioned, and the said William A. Booth and James F. D. Lanier, continu- ing trustees under the said trust deed last mentioned, did, on the second day of June, 1859, sell at public auction, held at the City of Janesville, all and singular the lands, 32 hereditaments, property, franchises, rights and things, in the said trust deeds described, to the parties hereto of the second part, and did, by deeds bearing date on that day, convey the same unto the said parlies of the second part. And whereas the said parties of the second part have organized, in pursuance of a statute of the State of Wiscon- sin, entitled "An act to facilitate and authenticate the forma- tion of a corporation by the purchasers of the Chicago, St. Paul and Fond -du Lac Rail-Road Company," approved March 14, 1859, and a statute of the State of Illinois, en- titled " An act to authorize the sale of the Chicago, St. Paul and Fond du Lac Rail-Road, and to enable the pur- chasers thereof to form a corporation," approved February 19th, 1859, and of the laws of the said States, a corpora- tion under the name of the Chicago and North Western Railway Company, and are about to convey the aforesaid railway, property, franchises, rights and things to the said corporation. Now this indenture witnesseth, that the said party of the first part, in consideration of the premises, and of one dol- lar to the said party of the first part paid by the parties of the second part, has granted, bargained, sold, remised, released and conveyed, and does by these presents, grant, bargain, sell, remise, release and convey unto the said parties of the second part, all and singular the railways, ways and rights of way, depot grounds and other lands ; all tracks, bridges, viaducts, culverts, fences and other structures ; all depots, station houses, engine houses, car houses, freight houses, wood houses and other buildings ; and all machine shops and other shops required for use, in connection with the said railway or the business thereof; and including, also, all locomotives, tenders, cars and other rolling stock or equipment, and all machinery, tools, implements and materials for the constructing, operating, repairing or replacing the said railway, or any part thereof, or any of its equipment or appurtenances ; and also all the franchises connected with or relating to the said railway, or the construction, maintenance or use thereof, and all corporate and other franchises, and all property, rights or things granted or conveyed, or expressed or intended so to be by the aforesaid trust deeds, or either 'of them, for a more particular description of which reference is made to the said trust deeds, as well as to the aforesaid convey- ances of the said James Winslow, and of the said William A. Booth and James F. D. Lanier, to the said parties of the second part : Together with all and singular the tenements, hereditaments and appurtenances thereunto belonging, or in any wise appertaining, and the reversions, remainders, tolls, incomes, rents, issues and profits thereof; and also all the estate, right, title, interest, property, possession, claim and demand whatsoever, as well in law as in equity of the said party of the first part, of, in and to the same, and any and every part thereof, with the appurtenances. To have and to hold the same unto the said parties of the second part, and their assigns, as joint tenants, and not as tenants in common, and unto the survivor of the said parties, of and for the only proper use and behoof of the said parties of the second part and their assigns, and of the survivor of them, and the heirs and assigns of such survivor, forever. In testimony whereof, the said party of the first part has caused its common and corporate seal to be hereto affixed, and the same to be attested by the signature of its presi- dent and treasurer, and the parties of the second part have hereunto set their hands and seals the day and year first before written. p -. W. B. OGDEN, President. CHARLES BUTLER, Treasurer and Secretary. Signed, sealed and delivered ) in presence of ' ) JAMES R. YOUNG, FINLEY J. WRIGHT. UNITED STATES OF AMERICA, ") State of New- York, > ss. City and County of New- York, } Be it known, that on the seventh day of October, in the year one thousand eight hundred and fifty-nine, before me, the undersigned, Edwin F. Corey, Junior, resident in the City of New-York, and a commissioner duly commissioned and qualified by the executive authority, and under the laws of the State of Wisconsin, to lake the acknowledg- 34 ment of deeds, &c., to be used or recorded therein, and a commissioner duly commissioned and qualified by the ex- ecutive authority, and under the laws of the State of Michi- gan, to take the acknowledgment of deeds, &c., to be used or recorded therein, and a public notary in and for the State of New- York, by Letters Patent under the Great Seal of State, duly commissioned and sworn, personally ap- peared William B. Ogden and Charles Butler, to me per- sonally known to be the real persons described in and who executed the foregoing instrument. And the said William B. Ogden being by me duly sworn, said, that he resides in the City of Chicago, State of Illinois, and that he is the President of the Chicago, St. Paul and Fond du Lac Rail- Road Company, that the seal affixed to the foregoing instru- ment is the common and corporate seal of said company, and was affixed thereto by their authority, and that he, as president, and Charles Butler, as secretary and treasurer, subscribed their names thereto, by the like authority, and that said Charles Butler is the secretary and treasurer of said company. And said Charles Butler acknowledged that he executed said instrument on behalf of and as the act and deed of the said rail-road company, for the uses and purposes therein mentioned. And I hereby certify that the said instrument is executed and acknowledged according to the laws of the State of New-York. In testimony whereof, I have hereunto set my hand, and affixed my seals of office as such notary and commis- sioner, at my office in the City of New- York, the day and year first above written. [L. s.] [L. s.] EDWIN F. COREY, JU'R, Commissioner for the States of Wisconsin [L. s.] and Michigan, and Notary Public for the State of New- York. 35 (Deed from Samuel J. Tilden and Ossian D. Ashley to the Chicago and North Western Kailway Company.) THIS INDENTURE, made this first day of July, in the year of our Lord one thousand eight hundred and fifty- nine, between SAMUEL J. TILDEN and OSSIAN D. ASHLEY, of the City and State of New- York, parties of the first part, and the CHICAGO AND NORTH WESTERN RAILWAY COMPANY, party of the second part, and HARRIET A. ASHLEY, wife of the said Ossian D. Ashley, party of the third part, witnesseth, that Whereas the said parties of the first part became the purchasers of a certain railway hereinafter more particu- larly described, and formerly known as the Chicago, St. Paul and Fond du Lac Rail-Road, and of certain other property and franchises formerly owned or possessed by the Chicago, St. Paul and Fond du Lac Rail-Road Com- pany, at sales by public auction, duly made at Janesville, in the State of Wisconsin, on the second day of June, 1859, by virtue of a certain mortgage or trust deed of the said company, bearing date on the first day of August, one thousand eight hundred and fifty-five, and recorded in the Register's office for Cook County, Illinois, August 14th, 1855, in Book 21 of Mortgages, page 376, &c. ; for Lake County, August 15th, 1855, in Book O,, page 1, &c. ; for McHenry County, August 15th, 1S55, in Book 10, page 49, &c. ; and for Boone County, August 16th, 1S55, in Book J., page 44, &c. ; and in the Register's office for the County of Walworth, in the State of Wisconsin, August 24th, 1855, in Volume 15 of Mortgages, page 5S9, &c. ; for Rock County, August J6th, 1855, in Volume R., page 432, &c. ; for Jefferson County, August 17th, 1855, Volume 13, page 180, &c. ; for Dodge County, August 22nd, 1855, in Volume N., page 142, &c. ; for Fond du Lac County, August 20th, 1855, in Volume P., page 120, &c. ; and of a certain other mortgage or trust deed of the said company, bearing date on the sixth day of April, onethousand eight hundred and fifty- seven, and recorded in the Recorder's office for Cook County, Illinois, June 6th, 1857, in Book 134 of Deeds, page 596, &c, ; for Lake County, June 27th, 1857, in Book P. of * 36 Mortgages, page 605, &c. ; for McHenry County, June 8th, 1857, in Volume 12 of Mortgages, page 571, &c. ; and for Boone County, June .25th, 1857, in Book I. of Mortgages, page 582, &c. ; and in the Register's office for the County of Walworth, in the State of Wisconsin, June 24th, 1857, in Volume 19 of Mortgages, page 400, &c. ; for Rock County, June 8th, 1857, in Volume 4 of Mortgages, page 39, &c. ; for Jefferson County, June 9th, 1857, in Volume 18 of Mortga- ges ; for Dodge County, June 20th, 1857, in Volume S. of Mortgages, page 306, &c. ; for Fond du Lac County, June 1 Oth, 1857, in Volume 14 of Deeds, page 200, &c. ; for Win- nebago County, June 12th, 1857, in Book 8 of Mortgages, page 1, &c. ; for Oulagamie County, June 13th, 1857, in Volume 3 of Mortgages, page 500, &c. ; for Waupacca County, June 30th, 1857, in Volume 1 of Mortgages, page 234, &c. ; for Brown County, June 13th, 1857, in Volume 8 of Mortgages, page 44 1, &c. ; and for Oconto County, June 15th; 1857, in Volume A. of Mortgages ; and in the office of the Secretary of State for the State of Wisconsin, May 18th, 1S57, in Book of R. R. Mortgages, page 178, &c. ; in the Recorder's office for Marquette County, Michigan, June 13lh, 1857, in Book 1 of Mortgages, page 124, &c., and for Ontonagon County, June llth, 1557, in liber A. of Mort- gages, folio 221, &c. And whereas James Winslow, trustee under the said mortgage or trust deed of the said Chicago, St. Paul and Fond du Lac Rail-Road Company, bearing date the first day of August, one thousand eight hundred and fifty-five, did, by deed bearing date the said second day of June, one thousand eight hundred and fifty-nine, and duly executed and delivered to the said parties hereto of the first part, convey unto the said parties the property, franchises and things therein described, as follows : All and singular the rail-road from Chicago, in the State of Illinois, via Wood- stock to Janesville, in the State of Wisconsin, and thence via Watertown to the City of Fond du Lac, in Wisconsin, being part of the rail-road known as the Chicago, St. Paul and Fond du Lac Rail-Road, and the portions thereof from Chicago to Janesville, or about ninety-two miles, and from Fond du Lac to the La Crosse Junction, or about thirty miles, being completed and in operation, and the portion thereof from Janesville to La Crosse Junction being par- tially constructed, together with all the rights of way, 37 depot grounds, railways, rails, bridges, fences, stations, station houses and other buildings ; and also all the lands and hereditaments of the said company, in connection with the said railway, or relating thereto ; and also all the tolls, income, rents, issues and profits, and corporate or other franchises of the said Chicago, St. Paul and Fond du Lac Rail-Road Company, connected with the said line of rail- way, or relating thereto ; and also all the locomotive en- gines, tenders, cars of every kind, machinery, machine shops, tools and implements, wood and property connected with the proper equipment, working and operating and con- ducting of the said road ; and also all and singular the property of every name and nature, and all rights, privi- leges and franchises conveyed by, or embraced within the said mortgage or deed of trust; it being intended, by these presents, to convey all the property, rights, privileges and franchises and things whatsoever, which the said party of first part, as trustee, under and by virtue of the said deed or mortgage, may lawfully or rightfully sell and convey, and no more. And whereas William A. Booth and James F. D. Lanier, the continuing trustees under the said mortgage or trust deed of the said Chicago St. Paul and Fond du Lac Rail- Road Company, made to the said trustees with William B. Ogden, who has since resigned, and bearing date the sixth day of April, one thousand eight hundred and fifty-seven, did, by deed bearing date the said (2d) second day of June, one thousand eight hundred and fifty-nine, and duly executed and delivered to the said parties hereto of the first part, convey unto the said parties the property, fran- chises and things therein described as follows : The rail-road of the said Chicago, St. Paul and Fond du Lac Rail-Road Company, from the City of Chicago through the cities of Janesville and Fond du Lac to Lake Superior, with two termini on the said lake, one at or near Mar- quette, or the mouth of Carp River, and the other at or near Ontonagon, or the mouth of Ontonagon River, being the direct lines between Chicago and said Marquette and Ontonagon, whether said lines be called and known as the Main Trunk Lines, or some of them as branches to the Main Trunk Line; and all the land, railways, rails, bridges, fences, right of way, stations, depot grounds, station houses and other buildings held or owned by the 38 said company for the purpose of constructing, operating and maintaining their said rail-road or the accommo- dation of the business thereof; and also all the tolls, income, rents, issues, profits and alienable franchises of the said company, connected with their rail-road or re- lating thereto ; and also all the locomotives or station- ary engines, tenders and cars of every kind, machinery, machine shops, tools and implements, and materials con- nected with or intended for the construction or equipment, operating or conducting of said rail-road, conveyed or in- tended to be conveyed, in and by the said deed of trust or indenture of mortgage to the said trustees, or which, at the time of the execution of said indenture, were owned or were thereafter acquired by the said company : subject, nevertheless, as to all that part of the rail-road of the said company from Chicago to Fond du Lac, and its appurte- nances, property and franchises, to the prior lien of the aforesaid indenture of mortgage, made and executed by the said company to James Winslow, trustee, and to all rights and claims which may have been acquired by any person, persons or corporations under or by virtue of any sale, grant or conveyance made by the said James Wins- low, trustee, under or by virtue of such indenture of mort- gage; and also, all the right, title, interest, claim or demand, which the said company may have acquired in or to one million of acres of public lands of the United States, situ- ated, lying and being in the States of Wisconsin and Michi- gan, adjoining and adjacent the above described rail-road and branches between Fond du Lac, on Lake Winnebago, and Ontonagon and Marquetle, on Lake Superior, as in said indenture made to said trustees is described, being parts and parcels of the lands which were granted to the States of Wisconsin and Michigan by the acts of Congress, ap- proved June 3d, 1856, in the said indenture referred to, together with all and singular the tenements, hereditaments, and appurtenances thereunto belonging or in any wise ap- pertaining; subject, nevertheless, to the provisions and re- quirements of the several acts of Congress aforesaid, and the acts of the legislatures of the States of Wisconsin and Michigan respectively, granting the said lands to the assignors and predecessors of the said company ; and also all and singular the property of every name and nature ; and all rights, privileges and franchises conveyed by or 39 embraced within the said indenture made to the said trus- tees, the said parties of the first part, and the said William B. Ogden, as aforesaid ; it being intended by these presents to convey all the property, rights, privileges and franchises and things whatsoever, which the said parties of the first part, as trustees under and by virtue of the said last men- tioned indenture, may or might lawfully or rightfully sell and convey, and no more. And whereas the party hereto of the second part is a corporation duly formed and organized in pursuance of an act of the State of Wisconsin, entitled "An act to facili- tate and authenticate the formation of a corporation by the purchasers of the Chicago, St. Paul and Fond du Lac Rail-Road Company," approved March 14th, 1859, and of the laws of the Slate of Wisconsin, and is also a corpora- tion duly formed and organized in pursuance of an act of the State of Illinois, entitled, "An act to authorize the sale of the Chicago, St. Paul and Fond du Lac Rail-Road, and to enable the purchasers thereof to form a corporation," approved February 19th, 1859-, and the laws of the State of Illinois. And whereas the said parties hereto of the first part have agreed to and with the said party of the second part to sell and convey to the said party of the second part all and singular the property, franchises and things conveyed to the said parties of the first part by the aforesaid deeds of the said James Winslow, and of the said William A. Booth and James F. D. Lanier, in consideration of the making and delivery by the said party of the second part to the said parties of the first part, of certain bonds and stock of the said party of the second part, the nature, forms, amounts and denominations of which are more particu- larly described and fixed in an agreement between the parties hereto, bearing even date herewith. Now, therefore, in consideration of the premises, and of the making and delivering to the said parties of the first part of the aforesaid bonds and stock, and of one dollar, the receipt whereof is hereby acknowledged, the parties hereto of the first part and the party hereto of the third part have granted, bargained, sold, assigned, transferred and set over, and do by these presents grant, bargain, sell, convey, assign, transfer and set over unto the said party hereto of the second part, all the right, title and interest of 40 them, the parties of the first and third parts, and of either of the said parties acquired by virtue of the deeds of the said James Winslow, trustee, or by virtue of the deed of the said William A. Booth and James F. D. Lanier, trus- tees, both of which deeds bear date the second day of June, 1859, and are herein before referred to and in part recited, of, in and to all and singular the rail-roads and their appurtenances, and all the estates, real, personal or mixed, and all the property, franchises, rights and things of whatever name or nature, which are embraced in or conveyed by the aforesaid deeds of the said Winslow and the said Booth and Lanier, for a more particular description of which reference is made to the said deeds, and the parts thereof hereinbefore recited, and all right, title and interest of them, the parties of the first and third parts, and of either of them, acquired by virtue of a conveyance made by William B. Ogden, a former trustee, under the said second or Land Grant Mort- gage or Trust Deed, to the parties of the first part, and bear- ing date the second day of June, one thousand eight hun- dred and fifty-nine, or acquired by virtue of a conveyance made by the Chicago, St. Paul and Fond du Lac Rail- Road Company to the parties of the first part, and bearing date the thirtieth day of June, one thousand eight hundred and fifty-nine. Provided, nevertheless, and it is the true intent and meaning of these presents, that nothing herein contained shall be construed to express or imply any cov- enant by the parties of the first or third parts, or either of them, but that this instrument shall operate to convey, in behalf of the said parties, all the estates and interests in the railway and appurtenances, property, rights, franchises and things hereinbefore described, which the said parties or either of them might hold by virtue of the aforesaid con- veyances, and which the said parties, each for himself or herself, and not one for the other, can lawfully and right- fully convey, and no more. To have and to hold the same unto the said party of the second part, and its successors and assigns, to and for its and their own proper use, benefit and behoof, forever, as fully as the said parties of the first and third parts can convey the same, as aforesaid, and not otherwise. And the said party of the third part, wife of the said Ossian D. Ashley, one of the parties of the first part, for 41 the considerations aforesaid, and of one dollar to her in hand paid, the receipt whereof from the party of the second part is hereby acknowledged, has joined with her said hus- band in these presents, and has released, and does hereby release unto the said party of the second part, all her right and title of dower in all and singular the premises herein- before granted. In witness whereof, the said parties hereto, of the first and third parts, have hereunto set their hands and seals, on the day and year first above written. SAMUEL J. TILDEN, [L. s.~ O. D. ASHLEY, [L. : HARRIET A. ASHLEY. PL. i Sealed and delivered in ) the presence of ) EDWIN F. COREY, Ju'r, as to all. JAMES P. SINNOTT, as to SAML. J. TILDEN. G. BOTTA, as to O. D. ASHLEY and WIFE. UNITED STATES OF AMERICA, } iState of New- York, > ss. City and County of New- York. ) Be it known that on the sixth day of October, A. D. 1859, before me, the undersigned, Edwin F. Corey, Junior, resi- dent in the City of New- York, and a commissioner duly commissioned and qualified by the executive authority, and under the laws of the State of Wisconsin, to take acknow- ledgment of deeds, &c.,to be used or recorded therein, and a commissioner duly commissioned and qualified by the ex- ecutive authority, and under the laws of the State of Michi- gan, to take the acknowledgment of deeds, &c., to be used or recorded therein, and a public notary in and for the State of New-York, by Letters Patent under the Great Seal of State, duly commissioned and sworn, personally appeared Samuel J. Tilden, Ossian D. Ashley and Harriet A. Ashley his wife, to me personally known to be the same persons described in and who executed the foregoing instrument of writing, and severally acknowledged that they signed, sealed and delivered the said instrument of writing as their free and voluntary act for the uses and purposes therein set forth ; and 4 42 the said Harriet A. Ashley, on a private examination by me made, separate and apart from her said husband, having had the contents of said instrument fully made known and explained to her by me, acknowledged that she executed the same, and relinquished her dower in the lands and teaements therein mentioned voluntarily and freely, and without any fear or compulsion of her said husband, and did not wish to retract the same. In testimony whereof, I have hereunto set my hand and affixed my seals of office, as such notary and commissioner, at my office in the City of New-York, the day and year first above written. [L. s.] [L. s.] EDWIN F. COREY, Ju'r, [L. s.] Commissioner for Wisconsin and Michigan, and Notary Public in and for New- York. 43 (Form of First Mortgage.) THIS INDENTURE, made this first day of July, in the year of onr Lord one thousand eight hundred and fifty-nine, between the CHICAGO AND NORTH WESTERN RAILWAY COMPANY, of the first part, and SAMUEL J. TILDEN, of the City and State of New- York, of the second part : Whereas the said parties of the first part are a corpora- tion, duly formed and organized in pursuance of a statute of the State of Wisconsin, entitled " An act to facilitate and authenticate the formation of a corporation, by the purchas- ers of the Chicago, St. Paul and Fond du Lac Rail-Road Company," approved March 14th, 1859, and of the laws of the State of Wisconsin ; and are likewise a corporation duly formed and organized in pursuance of a statute of the State of Illinois, entitled " An act to authorize the sale of the Ctii- . cago, St. Paul and Fond du Lac Rail-Road, and to enable the purchasers thereof to form a corporation," approved February 19th, 1859, and of the laws of the State of Illinois. And whereas the said parties of the first part have become vested with the title to the rail-road formerly known as the Chicago, St. Paul and Fond du Lac Rail-Road, with its ap- purtenances, and of other property and franchises formerly owned or possessed by the Chicago, St. Paul and Fond du Lac Rail Road Company, by deed bearing even date here- with, and made and delivered to the parties of the first part, by Samuel J. Tilden and Ossian D. Ashley, purchasers of the said rail-road property and franchises, in conformity to the aforesaid statutes and to the laws of the said States. And whereas, for the purpose of completing and equipping the rail-road acquired as aforesaid, and now known as the Chicago and North Western Railway, and of funding debts which are liens upon certain of the aforesaid property, or have been assumed by the parties of the first part, as well as for the purpose of paying the consideration of the agreement between the said parties of the first part and the aforesaid pur- chasers, whereby the said railway and property were ac- quired, the said parties of the first part have resolved to make and deliver bonds of two classes, but secured by the same 44 trust deed or mortgage, in the forms and amounts hereinafter specified. The first class of the said bonds, designated as " sinking fund bonds," amount, in the aggregate, to one million and one hundred thousand dollars, with a contingent provision for a further issue of the additional amount of one hundred and fifty thousand dollars. They consist of two hundred and fifty of the denomination of one hundred dollars, and num- bered consecutively from one to two hundred and fifty, in- clusively ; two hundred and fifty of the denomination of two hundred dollars, and numbered consecutively from two hun- dred and fifty-one to five hundred, inclusively ; one hundred and fifty of the denomination of five hundred dollars, and numbered consecutively from five hundred and one to six hundred and fifty, inclusively ; and nin.e hundred and fifty of the denomination of one thousand dollars, and numbered consecutively from six hundred and fifty-one to sixteen hun- dred, inclusively; and the contingent issue of one hundred and'fifty of the denomination of one thousand dollars, and numbered consecutively from sixteen hundred and one to seventeen hundred and fifty, inclusively. All the bonds of the first class are dated the first day of July, one thousand eight hundred and fifty-nine ; are payable on the first day of August, A.D. one thousand eight hundred and eighty-five, at the office or agency of the parties of the first part, in the City of New- York ; bear interest from the first day of August, A. D. one thousand eight hundred and fifty-nine, at the rate of seven per centum per annum, payable semi-annually at the said office or agency, on the first days of February and August in each year ; are equally and ratably secured by this instrument, and, according to their respective amounts, entitled to the advantages of the special preferred lien here- in established in their favor, and the benefits to be derived from the sinking fund herein provided ; and are in the form following : No. UNITED STATES OF AMERICA. $ . STATES OF ILLINOIS AND WISCONSIN. CHICAGO AND NORTH WESTERN RAILWAY COMPANY, FIRST MORTGAGE SINKING FUND BOND. KNOW ALL MEN BY THESE PRESENTS, that the Chicago and North Western Railway Company are indebted to Samuel 45 J. Tilden, of the City of New- York, or bearer, in the sum of dollars, lawful money of the United States of America, which the said company promise and agree to pay to the said Samuel J. Tilden, or bearer hereof, on the first day of August, A. D. 1885, at the office or agency of the said company, in the City of New- York, with interest thereon from the first day of August, 1859, at the rate of seven per centum per annum, payable semi-annually by the said company, at their office or agency in the City of New- York, on the first days of February and August in each year, on the presentation and surrender of the annexed coupons as they severally become due ; and in case of non-payment of interest for any half year, if demanded, and the same re- maining in arrear for six months thereafter, the principal shall become due and payable as provided in the trust deed hereinafter mentioned. This bond is one of a series of bonds of the same tenor and date, but of several denominations, which bonds amount, in the aggregate, to one million and one hundred thousand dol- lars, with contingent provision for a further issue of an amount not exceeding one hundred and fifty thousand dollars, and form the first class of bonds, the payment of which is secured by a deed of trust duly executed and delivered by the said railway company to Samuel J. Tilden, trustee, and conveying the railway of the said company from Chicago to a point twenty miles northerly from Fond du Lac, and all the depot grounds, depots, equipments and other things pertaining there- to, and all the franchises of the said company, as by reference to said trust deed, bearing date on the first day of July, A. D. 1859, and duly recorded, will more fully appear. And the holder hereof is entitled to the priorities established in favor of the said first class of bonds by the said deed of trust, and to the advantage of the special preferred lien created by the said deed of trust upon all the property and things therein embraced ; the holder hereof is also entitled to the benefits which may be derived from a sinking fund to be set apart annually by the said company, as specified and provided for in said deed of trust. This bond entitles the person registered on the books of the company as the holder thereof, at the time of any general or special meeting of the stockholders, to one vote for every one hundred dollars of the par amount thereof, as a special stock created under the act of the State of Wisconsin, approved March 14th, 1859, and the laws of that State and of Illinois, 46 but such stock is not subject to assessment nor entitled to dividends. This bond, shall not be valid or obligatory until it shall have been authenticated by a certificate endorsed thereon, and duly signed by the said trustee or his successor. This bond may pass by delivery, or it may be registered on the books of the company, at the option of any holder; and after such registration and the endorsement of a certificate thereof upon the bond, no transfer shall be valid unless such transfer be registered and endorsed as aforesaid, or unless the last registry be to bearer or in blank. IN WITNESS WHEREOF, the said company have caused their cor- porate seal to be hereto affixed, and their president and treas- urer to sign, and their secretary to countersign the same, and have also caused the coupons hereto annexed to be signed by their assistant secretary, this first day of July, in the year of our Lord one thousand eight hundred and fifty-nine. President. Treasurer. Countersigned by Secretary. The second class of the said bonds, amounting, in the ag- gregate, to three millions and five hundred thousand dollars, with a contingent provision for a further issue to the addi- tional amount of one hundred thousand dollars, consist of two hundred and fifty of the denomination of one hundred dollars, and numbered consecutively from seventeen hundred and fifty-one to two thousand, inclusively ; two hundred and fifty of the denomination of two hundred dollars, and num- bered consecutively from two thousand and one to two thou- sand two hundred and fifty, inclusively ; two hundred and fifty of the denomination of five hundred dollars, and num- bered consecutively from two thousand two hundred and fifty- one to two thousand five hundred, inclusively; and thirty-three hundred of the denomination of one thousand dollars, num- bered consecutively from two thousand five hundred and one to five thousand eight hundred, inclusively, and the contin- gent issue of one hundred of the like denomination, num- bered consecutively from five thousand eight hundred and one to five thousand nine hundred, inclusively. All the bonds of the second class are dated the first day of July, 1859, and are payable on the first day of August, 1885, at "the office or agency of the parties of the first part, in the City of New- 47 York ; bear interest from the first day of August, A. D. 1860, at the rate of seven per centum per annum, payable semi- annually at the said office or agency, on the first days of Feb- ruary and August in each year, and are equally and ratably secured by this instrument, according to their respective amounts, and are in the form following: UNITED STATES OF AMERICA. No. STATES OF ILLINOIS AND WISCONSIN. $ CHICAGO AND NORTH WESTERN RAILWAY COMPANY, FIRST MORTGAGE BOND. KNOW ALL MEN BY THESE PRESENTS, that the Chicago and North Western Railway Company are indebted to Samuel J. Tilden, of the City of New- York, or bearer, in the sum of dollars, lawful money of the United States of America, which the said company promise and agree to pay to the said Samuel J. Tilden, or bearer hereof, on the first day of August, A. D. 1885, at the office or agency of the said company, in the City of New- York, with interest thereon from the first day of August, 1860, at the rate of seven per centum per annum, payable semi-annually by the said com- pany, at their office or agency in the City of New- York, on the first days of February and August in each year, on the presentation and surrender of the annexed coupons as they severally become due. And in case of the non- payment of interest for any half year, if demanded, and the same remaining in arrear for six months thereafter, the prin- cipal shall become due and payable as provided in the trust deed hereinafter mentioned. This bond is one of a series of bonds of the same tenor and date, but of several denominations, which bonds amount, in the aggregate, to three millions and five hundred thousand dollars, with contingent provision for a further issue to an amount not exceeding one hundred thousand dollars ; and which, with an issue of preferred sinking fund bonds se- cured by the same trust deed, amount in the aggregate to four millions six hundred thousand dollars ; with contingent pro- vision for a further issue to an amount not exceeding two hundred and fifty thousand dollars, the payment of all of which is secured by a deed of trust duly executed and deli- vered by the said railway company to Samuel J. Tilden, trustee, and conveying the railway of the said company from 48 Chicago to a point twenty miles northerly from Fond du Lac, and all the depot grounds, depots, equipments and other things pertaining thereto ; and all the franchises of the said company, subject to the priorities in the said trust deed pro- vided in favor of the issues of preferred sinking fund bonds therein mentioned, as by reference to the said trust deed, bearing date on the first day of July, A. D. 1859, and duly recorded, will more fully appear. This bond entitles the person registered on the books of the company, as the holder thereof, at the time of any general or special meeting of the stockholders, to one vote for every one hundred dollars of the par amount thereof, as a special stock created under the act of the State of Wisconsin, approved March 14th, 1859, and the laws of that State and of Illinois ; but such stock is not subject to assessment nor entitled to dividends. This bond shall not be valid or obligatory until it shall have been authenticated by a certificate endorsed hereon, and duly signed by the said trustee or his successor. This bond may pass by delivery, or it may be registered on the books of the company at the option of any holder; and after such registration, and the endorsement of a certificate thereof upon the bond, no transfer shall be valid, unless such transfer be registered and endorsed as aforesaid, or unless the last registry be to bearer or in blank. IN WITNESS WHEREOF, the said company have caused their corporate seal to be hereto affixed, and their president and treasurer to sign, and their secretary to countersign the same, and have also caused the coupons hereto annexed to be signed by their assistant secretary, this first day of July, in the year of our Lord one thousand eight hundred and fifty-nine. Countersigned by Secretary. President. Treasurer. Of the contingent issues herein provided for, one hundred thousand dollars of the first class of bonds is for new and ad- ditional equipment, engine and car-houses and other con- struction, as well for the old as for the new portions of the said railway, as may be from time to time required by its business ; and the remaining fifty thousand dollars of bonds 49 of the first class, and the one hundred thousand dollars of bonds of the second class, are to be applied as aforesaid, or if needful, to the liquidating of specific liens upon portions of the property acquired as aforesaid, and funding the bonded debts assumed by the parties of the first part. All of which bonds, so issued or to be issued, are hereby declared and agreed to be given as consideration for the purchase of the said rail- way, property, rights and franchises as hereinbefore recited. NOW THIS INDENTURE witnesseth, that the parties of the first part, in consideration of the premises, and of one dollar to them in hand paid, the receipt whereof is hereby acknowledged, and in order to secure the payment of the principal and interest of the bonds aforesaid, issued or to be issued as herein recited and provided, and every part of the said principal and interest, as the same shall become payable, according to the tenor of the said bonds, and of the coupons ' thereto annexed, have granted, bargained, sold, conveyed and transferred, and do, by these presents, grant, bargain, sell, convey and transfer unto the party of the second part, and his heirs and assigns, and unto the successors of the said party of the second part in the trust hereinafter created and set forth, and the respective heirs and assigns of such successors, all the railway of the parties of the first part, extending from the City of Chicago, in the State of Illinois, to a point twenty miles northerly from the City of Fond du Lac, and about four miles northerly from the City of Oshkosh, in the State of Wisconsin, by way of the cities of Janesville, Fond du Lac and Oshkosh, in the said State, and including that portion of the said railway between the said cities of Janesville and the La Crosse or Minnesota Junction, which is now in process of construction, as the same shall be hereafter finished, as fully and effectually as if the whole of the said railway were com- pleted before the execution of these presents ; including all the railways, ways and rights of way, depot grounds and other lands; all tracks, bridges, viaducts, culverts, fences and other structures ; all depots, station houses, engine houses, car houses, freight houses, wood houses and other buildings ; and all machine shops and other shops ; whether now held or hereafter acquired for use, in connection with the said rail- way or the business thereof; and including, also, all locomo- tives, tenders, cars and other rolling stock or equipment, and all machinery, tools, implements, fuel and materials for the constructing, operating, repairing or replacing the said rail- way, or any part thereof, or any of its equipment or appurte- nances, whether now held or hereafter acquired ; all of which 50 things are hereby declared to be appurtenances and fixtures of the said railway; and also all franchises connected with or re- lating to the said railway, or the construction, maintenance or use thereof, now held or hereafter acquired by the said parties of the first part ; and all corporate and other franchises which are now or may be hereafter possessed or exercised by the said parties of the first part : Together with all and singular the tenements, heredita- ments and appurtenances thereunto belonging or in any wise appertaining, and the reversions, remainders, tolls, incomes, rents, issues and profits thereof; and also all the estate, right, title, interest, property, possession, claim and demand what- soever, as well in Jaw as in equity, of the said parties of the first part, of, in and to the same, and any and every part thereof, with the appurtenances ; reserving, nevertheless, to the said parties of the first part full power, with the approval in writing of the trustee herein provided, for the time being, to sell or exchange any lands which may be held for the use of any of the aforesaid depots, shops or other buildings, or for a supply of fuel or gravel, or other material, for which purpose fail power is hereby conferred on the said trustee to release any lands so sold or exchanged from the lien of these presents ; but the lands acquired in substitution fur any so sold or exchanged, shall become subject to the operation of these presents, with the same effect as if originally embraced herein by specific description ; and every surplus of money or assets which may arise from any such sale or exchange, shall be subject to the control and custody of the said trus- tee, or invested with his approval ; reserving, also, to the parties of the first part, for the purpose of erecting, or causing or procuring to be erected, for the use of the said railway, or for use in connection therewith, grain or freight or other warehouses or depot buildings, full power, with the approval of the trustee for the time being, to convey, sell, lease or mortgage such portions of the said lands as may be occupied or required to be occupied by, or necessarily used or needed for, any warehouse or warehouses, or other depot buildings, which may be erected as aforesaid ; for which purpose full power is hereby granted to the trustee for the time being to release such portions of the said lands from the lien of these presents ; and reserving, also, to the said parties of the first part full power, from time to time to dispose of, according to their discretion, such portions of the said equipment, machinery and implements as may have become unfit or unnecessary for the use of the said parties of the first part, and to replace the same 51 by new, which shall thereupon become subject to the operation of these presents as aforesaid ; and reserving, also, to the said parties of the first part full power to withdraw from the opera- tion of these presents the portion of the aforesaid railway which is situate northerly from the "Wolf River, at the City of Oshkosh, for the purpose of encouraging the extension of the said railway from the said City of Oshkosh to Appleton ; for which purpose full power is hereby conferred on the said trustee to release the said portion from the lien of these pre- sents : and subject, nevertheless, in respect to certain of the aforesaid lands situate in the City of Chicago, and acquired for depot grounds, which are described in a trust deed of William B. Ogden to Azariah. C. Flagg, bearing date the first day of January, one thousand eight hundred and fifty-seven, and recorded in the office of the Recorder of Cook County, in the State of Illinois, on the twenty-third day of February, one thousand eight hundred and fifty-seven, in book one hundred and twenty-one of deeds, page three hundred and sixty four, and to the provisions of the said trust deed and the prior lien created thereby ; and in respect to certain other of the aforesaid lands, also situate and acquired as aforesaid, which are described in a trust deed of the said William B. Ogden to Richard H. Winslow, bearing date on the thirty-first day of May, one thousand eight hundred and fifty-eight, and recorded in the office of Uie said Re- corder on the seventh day of August, one thousand eight hundred and fifty-eight, in book one hundred and fifty- six of deeds, page six hundred and twenty-five, and to the provisions of the said last mentioned trust deed, and the prior lien created thereby ; the obligations secured by which said incumbrances, the parties of the first part have assumed and agreed to pay, and in evidence and security thereof, have executed and delivered a trust deed of the aforesaid lands to the said Azariah C. Flagg, bearing even date herewith, but to which, as respects the aforesaid lands, these presents are subject : To have aad to hold the above described premises and appur- tenances, but subject to the reservations, conditions and provi- sions herein contained, unto the said party of the second part, and his heirs aud assigns, and unto the several successors of the said party of the second part, in the trust hereby created, and their respective heirs and assigns, to the only proper use and behoof of the said party and his heirs and assigns, and of the said successors and their respective heirs and assigns, in trust, nevertheless, for the following purposes, to wit : 52 1. In case default shall be made by the parties of the first part, or their successors or assigns, in the payment of any in- terest on any of the aforesaid bonds, according to the tenor of the coupons thereto annexed, or in the payment of any principal of any of such bonds, as the same shall become demandable, or in any payment required by these presents to be made into the sinking fund herein provided, or in any covenant or agreement of the said parties of the first part, herein required to be performed or kept by the said parties ; and if such default shall continue for the period of three months, it shall be lawful for the said trustee himself, or by his attorneys or agents, to enter into and upon all and singular the premises hereby conveyed, or intended so to be, and each and every part thereof; and himself, or by his attorneys or agents, to have, hold, use and enjoy the same ; himself, or by his superintendents, managers, receivers or servants operating the said railway, and conducting the business thereof, and making, from time to time, all repairs and replacements, and all useful alterations, additions and improvements thereto, as fully as the parties of the first part might have done before such entry; and to collect and re- ceive all tolls, freights, incomes, rents, issues and profits of the same, and of every part thereof; and after deducting the expenses of operating the said railway and conducting its busi- ness, and of all the said repairs, replacements, alterations, additions and improvements, and all payments for taxes, assessments, charges or liens on the said premises, or on any part thereof, and as well as just compensation for his own ser- vices, to apply the residue of the moneys arising as aforesaid : First. To the payment of the interest on such of the aforesaid bonds as are herein designated as sinking fund bonds, in the order in which such interest shall have become due, or shall become due, and to the persons holding the cou- pons evidencing the right to such interest. Secondly. After paying all the aforesaid interest then due, and making such provision as to the said trustee may seem ad- visable for any half-year's interest next to fall due, to the pay- ment of the interest on the others of the aforesaid bonds not herein designated as sinking fund bonds, in the order afore- said, and to the persons holding the coupons evidencing the right to such interest. Thirdly. To the payments required by these presents to be made into the sinking fund hereby provided. And if at any time the moneys applicable to any class of the said payments shall not suffice to pay the said class in 53 full, the said moneys shall be applied ratably towards such payments. And in case all the said payments, of every class, shall have been made in full, and no sale shall have been made in conformity hereto, the said trustee shall restore the possession of the premises hereby conveyed unto the said party of the first part, its successors or assigns ; provided, that if any of the defaults hereinbefore specified be subse- quently made, such restoration shall not, nor shall any pre- vious entry, be construed to exhaust or in any manner im- pair the powers of entry or sale, or any powers hereby granted to or conferred upon the said trustee. 2. In case default shall be made as aforesaid, and shall continue as aforesaid, it shall likewise be lawful for the said trustee, after entry as aforesaid, or other entry, or without entry, himself or by his attorneys or agents, to sell and dis- pose of all and singular the premises hereby conveyed, or intended so to be, or any portion thereof, and all right, benefit and equity of redemption of the parties of the first part, their successors and assigns, at public auction, in the City of New- York, or in the City of Chicago, or in such other place in the State of Wisconsin as the said trustee or his at- torneys or agents may designate, or in any one or more of those places, and at such time or times as he or they may ap- point, having first given notice of the place or places, and the time or times of such sale or sales, by advertisement pub- lished not less than three times a week for six weeks in one or more newspapers in each of said cities of New- York and Chicago, or to adjourn the said sale or sales from time to time, in his or their discretion ; and, if so adjourning, to make the same at the time or times, and place or places, to which the same may be so adjourned ; and to sell, subject to the lien created by these presents in favor of such of the afore- said bonds as are herein designated as sinking fund bonds, or discharged of such lien ; and, if selling in the first instance subject to such lien, then to retain, hold and exercise the powers of entry, sale and conveyance, and all the powers con- ferred by these presents, as amply as if they had not been once exercised ; and, as the attorney in fact of the said parties of the first part, their successors or assigns, for such purpose duly and irrevocably constituted, or in the name of the said trustee, to make and deliver to the purchaser or pur- chasers thereof, good and sufficient deed or deeds in the law for the same in fee simple ; and to make the said deed or deeds subject to the said lien or otherwise ; which sale or sales made as aforesaid, and whether subject % to the said lien 54 or otherwise, shall be a perpetual bar both in law and equity, against the said parties of the first part, their successors and assigns, and all other persons claiming or to claim the said premises, or any part thereof, by, from or under them, or any of them ; and to apply the proceeds of such sale or sales, after deducting just allowances for all expenses of the said sale or sales, including attorneys' and counsel fees and all other expenses, advances and liabilities, which may have been made or incurred by the said trustee in the operating or maintaining the said railway or managing of its business, and all payments for taxes, assessments, charges or liens on the said premises, or an} 7 part thereof, or in administering the said trust, as well as compensation for his own services, and paying the lien created by the aforesaid trust deed of said parties of the first part to the said A. C. Flagg, in the manner following : If the said sale or sales shall have been made, subject to the lien created by these presents, in favor of such of the aforesaid bonds as are herein designated as sinking fund bonds, then the said trustee shall apply the said net proceeds, first, to the payment of the interest then due on the said sinking fund bonds in the order in which the said interest shall have become due, and to the persons holding the cou- pons evidencing the right to such interest; and after paying in full all such interest, then to any payments which ought at that time to be made, according to the requirements of these presents, into the sinking fund herein provided ; and if any half-year's interest on the said sinking fund bonds shall at that time have partially accrued, retaining and reserving, in the discretion of the said trustee, from such proceeds, the means to pay such half-year's interest at maturity ; secondly, after paying and retaining as aforesaid, to the payment of the interest then due on those of the said bonds, not herein designated as sinking fund bonds, in the order aforesaid, to the persons holding the coupons evidencing the right to such interest ; and after paying in full all such interest to the pay- ment of the principal of those of the said bonds, not herein designated as sinking fund bonds, whether such principal be then due or not ; and in case the portion of the said proceeds which may be applicable to either of the aforesaid classes of payments shall not be sufficient to make the payment of such class in full, the said portion shall be applied ratably towards the said payments. But, if the said sale or sales shall have been made, in the first instance, so as to discharge the prior lien created by these presents in favor of such of the aforesaid 55 bonds as are herein designated as sinking fund bonds ; or if any sale or sales of the said premises shall at any time be made so as to discharge the aforesaid lien, then, and in either of such cases, the said trustee, after deducting just allowances, and paying, as hereinbefore more fully specified for the case of sale, shall apply the net proceeds of such sale or sales, in the manner following: first, to the payment of the interest then due on such of the aforesaid bonds as are herein designated as sinking fund bonds, in the order in which said interest shall have become due, and to the persons holding the coupons evidencing the right to such interest, and next to the payment of the principal of the said sinking fund bonds, whether such principal be then due or not; and the residue, after making the said payments in full, and after refunding, with interest at seven per cent., any advances to pay interest on the said sinking fund bonds, which may have been made or procured to be made in pursuance of any resolution or authority of holders of a majority in amount of the second class of the bonds, to the payment of the interest then due on such of the aforesaid bonds as are not herein designated as sinking fund bonds in the order in which such interest shall have become due, and to the persons holding the coupons, evidencing the right to such interest ; and next thereafter to the payment of the principal of the said last mentioned bonds, whether such principal be then due or not; and in case the portion of the said proceeds which may be applicable, according to the aforesaid order of priority, to any of the aforesaid classes of payments, shall not suffice to make the payments of such class in full, the said portion shall be applied ratably towards the said payments. And it is hereby declared, that the receipt or receipts of the said trustee shall be a sufficient discharge to the pur- chaser or purchasers of the premises, or any part thereof, for his or their purchase money ; and that such purchaser or purchasers, his or their heirs, executors or administrators, shall not, after payment thereof, and having such receipt, be liable to see to its being applied upon or for the trusts and purposes of these presents, or in any manner howsoever be answerable for any loss, misapplication or non-application of such purchase money, or any part thereof, or be obliged to inquire into the necessity, expediency or authority of or for any such sale or sales. Provided, always, and the grant and conveyance herein contained are upon tiie express condition that if the said parties of the first part shall well and truly pay, or cause to be 56 paid, the interest on the said bonds, so issued or to be issued as aforesaid, as the same shall fall due and be demanded, and also the principal thereof, when the same shall fall due, or shall exhibit the said bonds, cancelled, to the said party of the second part, or his successor in the said trust, then the estate, title and interest of the party of the second part, and his successors in the trust, shall cease, determine and become void ; but otherwise they shall remain in full force and virtue. And the said parties of the first part hereby covenant and agree to and with the said party of the second part and his successors, that in case default shall be made by the said parties of the first part, or their successors or assigns, in the payment of any half-year's interest, on any of the bonds herein designated as sinking fund bonds, at the time and in the manner in the coupon issued therewith provided, the said coupon having been presented, and the payment of the inter- est therein specified been demanded ; and in case such de- fault shall continue for the period of six months after the said coupon shall have become due, then and in that case the principal of the bonds in respect to which such default shall have happened shall become, and at the election of the said trustee, to be made at any time without notice, the principal of all the said bonds of both classes shall become due and payable, any thing therein contained to the contrary notwithstanding ; and in case default shall be made and continue as aforesaid, in the payment of any half-year's in- terest on any of the aforesaid bonds of the second class, then, and in that case, the principal of the bonds in respect to which such default shall have happened shall become, and at the election of the said trustee, to be made at any time without notice, the principal of all of the said bonds of the second class shall become due and payable, any thing there- in contained to the contrary notwithstanding ; provided, nevertheless, that the operation of this provision may be sus- pended in the cases and in the manner hereinafter expressed. And the said parties of the first part hereby further cove- nant and agree to and with the said party of the second part and his successors, that for the further security and ulti- mate redemption of such of the aforesaid bonds as are herein designated as sinking fund bonds, the said parties of the first part, their successors or assigns, will, on or before the first day of December, in each and every year, until the principal of the said bonds shall be wholly paid, beginning on the first day of December, in the year one thousand eight hundred 57 and sixty-four, set apart and appropriate, out of the earnings of the said railway for the preceding year, and will, on or before the said day, deposit with, and pay to the trustee, for the time being, the full sum of twenty-five thousand dollars ; which sum, together with all accumulations of interest there- on that may actually come into the hands of the said trustee, shall be laid out and invested by the said trustee in the pur- chase of bonds, herein designated as aforesaid, provided the same can be purchased at a rate not exceeding the par of said bonds, and interest; and the bonds so purchased shall be held by the said trustee, and immediately stamped or en- dorsed as belonging to the said sinking fund, but shall con- tinue in force, and the interest thereon shall continue to be paid by the parties of the first part, and the amount thereof shall be added to and applied as a part of the capital of the sinking fund hereby established, and be laid out and invested in the manner and within the limitation, as herein pro- vided. And preparatory to the purchase of bonds as aforesaid, the said trustee shall give thirty days' notice thereof, in two or more of the daily newspapers published in the city of New- York, and shall make the said purchase at the lowest price or prices at which the same may be offered in pursuance of such notice, or at such lower price or prices as he may be able to obtain the same, but not exceeding the par and in- terest of said bonds ; and in case the said bonds cannot be purchased at par and interest, as above, within three months after the expiration of the notice aforesaid, then the said trustee may, in his discretion, invest the said sinking fund moneys in the purchase of the bonds of the second class, at the lowest prices, not exceeding par and interest, at which they may be obtained, after notice as aforesaid. And the said trustee shall furnish an annual statement or exhibit, to be submitted to the stockholders at their annual meeting, of the number and denomination of the bonds so purchased by him for the sinking fund ; which bonds he shall also cause to be transferred and registered on the Bond Regis- ter, kept in the office or agency of the parties of the first part, in the City of New- York, in the name of "The Trustee of the Sinking Fund ;" so that the said Register will, at all times, show what bonds belong to said sinking fund ; and the said trustee may vote on such bonds. And the said trustee shall and will at all times, on reasonable notice and request, fur- nish to the party of the first part a particular statement or account, exhibiting the condition of the said sinking fund. 58 And the said parties of the first part hereby agree with the said party of the second part, and his successors, that the said parties of the first part will not at any time hereafter use or appropriate any of the proper earnings of the railway hereby conveyed, or incur any debt or liability for any pur- pose other than the completing, equipping, operating, repair- ing or replacing of the said railway or its appurtenances, providing facilities for its business, paying liens on its property, or carrying on its proper transactions, unless with the consent, in writing, of the holders of a majority in amount of each class of the aforesaid bonds, first had and obtained, or by resolutions at meetings duly held of the said two classes. And the said parties of the first part hereby further covenant and agree to and with the said party of the second part, and his successors, that a book shall, at all times hereafter, be kept by the parties of the first part and their successors, at their office or agency in the City of New- York, which shall be designated as the Voting Register of the First Mortgage Bondholders, and shall be distinct from the Transfer Register of the bonds ; that the registry therein contained of the two classes of bonds secured by these presents shall be kept separately ; that any holder of any of the said bonds shall be entitled to have his name and address, and the class and denomination of every of the said bonds held by him, entered in such registry on presenting, at the aforesaid office or agency, a written statement, of the said particulars, signed by himself; and, if required, duly verifying his title thereto by producing the bonds, or in such other mode as may be prescribed by the regulations for such verification ; that the parties of the first part may, in the first instance, prescribe the said regulations, subject to the power hereby declared of the bond holders of each class, acting by a majority in interest, to adopt, alter or repeal, from time to time, the said regulations, and generally to establish such as seem to them expedient ; that such registration shall authenticate the right of the holder of every bond so registered to vote on the said bond, as pro- vided therein, at every general and special meeting of tlie stock- holders of the said parties of the first part; and shall also en- title the said holder to notice, in such mode and form as may be fixed by regulations prescribed or established as aforesaid, of all meetings of his class of the first mortgage bondholders; that the trustee for the time being shall at all times have free access to such book of registry, and shall, from time to time, and at all times, on his request in writing, be furbished with a copy thereof by the parties of the first part ; but, neverthe- 59 less, shall have a right to require, at his option, that any act or resolution of the said bondholders of either cla